Item 8.01. Other Events.
On February 15, 2019, Altria Group, Inc. (the “Company”) issued €1,250,000,000 aggregate principal amount of its 1.000% Notes due 2023 (the “2023 Notes”), €750,000,000 aggregate principal amount of its 1.700% Notes due 2025 (the “2025 Notes”), €1,000,000,000 aggregate principal amount of its 2.200% Notes due 2027 (the “2027 Notes”) and €1,250,000,000 aggregate principal amount of its 3.125% Notes due 2031 (the “2031 Notes” and, together with the 2023 Notes, the 2025 Notes and the 2027 Notes, the “Notes”). The Notes were issued pursuant to an Indenture (the “Indenture”), dated as of November 4, 2008, among the Company, Philip Morris USA Inc., a wholly-owned subsidiary of the Company (“PM USA”), and Deutsche Bank Trust Company Americas, as trustee (the “Trustee”). Each series of Notes is guaranteed by PM USA. PM USA’s guarantees were issued pursuant to the Indenture and are evidenced by guarantee agreements made by PM USA in favor of the Trustee for the Notes (the “Guarantee Agreements”).
The Notes are the Company’s senior unsecured obligations and rank equally in right of payment with all of the Company’s existing and future senior unsecured indebtedness. The Guarantee Agreements are PM USA’s senior unsecured obligations and rank equally in right of payment with all of PM USA’s existing and future senior unsecured indebtedness.
On February 11, 2019, the Company and PM USA entered into a Terms Agreement (the “Terms Agreement”) with the several underwriters named therein (the “Underwriters”), pursuant to which the Company agreed to issue and sell the Notes to the Underwriters. The provisions of an Underwriting Agreement, dated as of November 4, 2008 (the “Underwriting Agreement”), are incorporated by reference in the Terms Agreement.
Interest on the 2023 Notes is payable annually on February 15 of each year, commencing February 15, 2020, to holders of record on the preceding January 31. Interest on the 2025 Notes, the 2027 Notes and the 2031 Notes is payable annually on June 15 of each year, commencing June 15, 2020, to holders of record on the preceding May 31.
The 2023 Notes will mature on February 15, 2023, the 2025 Notes will mature on June 15, 2025, the 2027 Notes will mature on June 15, 2027 and the 2031 Notes will mature on June 15, 2031.
The Company has filed with the Securities and Exchange Commission a Prospectus dated October 26, 2017 (RegistrationNo. 333-221133) and a Prospectus Supplement dated February 11, 2019 in connection with the public offering of the Notes.
The descriptions of the Underwriting Agreement, the Terms Agreement and the Guarantee Agreements are qualified in their entirety by the terms of such agreements themselves. Please refer to such agreements and the form of Notes, each of which is incorporated herein by reference and is an exhibit to this report as Exhibits 1.1, 1.2, 4.1, 4.2, 4.3, 4.4, 4.5, 4.6, 4.7 and 4.8.
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